Securities Lawyer 101 l Brenda Hamilton

Securities Lawyer 101 l Brenda Hamilton

Wednesday, July 29, 2015

OTC Markets OTC Pink Disclosure Obligations


OTC Markets Group operates the world’s largest electronic inter-dealer quotation system. Broker-dealers use it to trade unlisted securities. OTC Markets assigns issuers to one of three tiers based upon the level of disclosure provided.  The O...
http://www.occupyotcmarkets.com/2015/otc-markets-disclosure-obligations/

OTC Markets Increases Disclosures By OTC Pink Issuers


On January 3, 2013, the OTC Markets revised its disclosure requirements for issuers quoted with an OTC Markets "OTC Pink Current" tier. These revisions increase current events disclosures for a laundry list of corporate events but reduce the obligat...
http://www.occupyotcmarkets.com/2015/otc-markets-increase-disclosures/

OTC Markets Eliminate Quarterly Legal Opinions For OTC Pink Sheets


On January 3, 2013, OTC Markets revised its disclosure requirements for issuers quoted on OTC Markets' "OTC Pink Current Information” tier. As set forth in our January 4, 2013 blog post, these revisions reduced the filing deadline for reporting a ...
http://www.occupyotcmarkets.com/2015/otc-markets-eliminate-quarterly-legal-opinions/

Monday, July 27, 2015

The OTC Markets "Face-to-Face" Meeting Requirement for Securities Lawyers


  The OTC Markets Group operates an electronic inter-dealer quotation system used by broker-dealers to trade securities not listed on a national securities exchange such as NASDAQ, NYSE or AMEX. OTC Markets assigns companies to tiers defined by th...
http://www.occupyotcmarkets.com/2015/otc-markets-requirements/

Going Public Lawyers - OTC Markets OTCQB


Many private companies seeking to go public are opting for going public transactions on the OTC Markets OTCQB.  The OTC Markets Group operates an electronic inter-dealer quotation system called OTC Link.  OTC Markets ranks issuers in tiers; each ...
http://www.occupyotcmarkets.com/2015/otc-markets-otcqb/

Going Public Lawyers - OTC Markets OTCQB


  Many private companies seeking to go public are opting for going public transactions on the OTC Markets OTCQB.  The OTC Markets Group operates an electronic inter-dealer quotation system called OTC Link.  OTC Markets ranks issuers in tiers; e...
http://www.occupyotcmarkets.com/2015/otc-markets-otcqb/

Uplisting To OTC Markets Pink Sheets


The OTCMarkets Group operates an electronic inter-dealer quotation system called OTC Link that broker-dealers use to trade securities not listed on a national securities-related exchange.  OTCMarkets rank issuers in tiers; each issuer’s rank dep...
http://www.occupyotcmarkets.com/2015/otc-markets-pink-sheets/

OTC Markets Pink Sheet Uplisting - Going Public


Securities Lawyer 101 Blog The OTC Markets Group operates an electronic inter-dealer quotation system called OTC Link that broker-dealers use to trade securities not listed on a national securities-related exchange.  OTC Markets rank issuers in t...
http://www.occupyotcmarkets.com/2015/otc-markets-pink-uplist/

OTC Markets OTCQX Attorneys - Going Public


The OTC Markets OTCQX offers foreign issuers seeking to go public in the U.S. an appealing alternative to listing on a stock exchange.  Foreign issuers whose securities are listed on a foreign stock exchange that qualify for the exemption from the...
http://www.occupyotcmarkets.com/2015/otc-markets-otcqx/

Regulation A+ Compliance Procedures – Regulation A+ Attorneys


Regulation A+ Compliance & Procedure By: the Regulation A+ Attorneys Regulation A+  creates two Tiers of exempt offerings, both of which allow securities to be offered and sold to the general public, if certain conditions are met. Using Tie...
http://www.gopublic101.com/regulation-a-attorneys/

OTC Pink Sheet Lawyer Q & A


OTC Pink Sheets Q&A Q. What are the benefits of listing on the OTC Markets OTC Pink Sheets? A. There are a couple of benefits for companies opting to list on the OTC Pink Sheets. Pink Sheet listings are much less expensive and the disclos...
http://www.occupyotcmarkets.com/2015/otc-pink-sheet-qa/

OTC Markets Pink Sheet Lawyer Q & A


OTC Markets Pink Sheet Q. What are the benefits of listing on the OTC Markets OTC Pink Sheets? A. There are a couple of benefits for companies opting to list on the OTC Pink Sheets. Pink Sheet listings are much less expensive and the disclosu...
https://www.securitieslawyer101.com/2013/otc-markets-pink-sheet/

OTC Markets OTCQX and OTCQB Changes - OTC Markets Attorneys


OTC Link® Introduces New OTCQX and OTCQB Pricing Effective  The OTC Markets Group’s OTC Link ATS will eliminate quote fees for broker-dealers on our OTCQX Best and OTCQB Venture Marketplaces effective on July 1, 2015. These changes are designed ...
http://www.occupyotcmarkets.com/2015/otc-markets-attorneys-update/

Investor Relations Compliance For The OTC Markets


Many companies hire third party investor relations firms to generate investor awareness. Investor relations firms are generally hired to publish favorable information about a public company to increase its stock price and trading volume. This favora...
http://www.occupyotcmarkets.com/2015/investor-relations-compliance-for-the-otc-markets/

Restricted Shares - The OTC Markets Attorneys


It has become routine for companies to mark their stock certificates with legends that set forth restrictions on transferability. Generally, legends on restricted shares  state that the securities represented by the stock certificate are not regi...
http://www.occupyotcmarkets.com/2015/restricted-shares-101-going-public-attorneys/

Regulation A+ Q & A - Regulation A+ Lawyers


Regulation A+ Lawyers Explain Regulation A+ With Q&A Series Regulation A+ expands existing Regulation A. Existing Regulation A provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be u...
https://www.securitieslawyer101.com/2015/regulation-a-q-a-securities-lawyers/

Regulation A+ Q & A - Regulation A+ Lawyers


Regulation A+ Lawyers Explain Regulation A+ With Q&A Series Regulation A+ expands existing Regulation A. Existing Regulation A provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be u...
https://www.securitieslawyer101.com/2015/regulation-a-q-a-securities-lawyers/

Friday, July 24, 2015

Regulation A+ Lawyers - Sponsoring Market Maker Attys


  Do I Need A Sponsoring Market Maker To Get a Ticker After My Regulation A+ Offering Is Qualified? Regulation A+’s new rules provide investors with more investment choices and issuers with more capital raising options during their goin...
https://www.securitieslawyer101.com/2015/regulation-a-lawyers/

Thursday, July 23, 2015

Oppenheimer Employees Settle Penny Stock Charges


Going Public LawyerOn July 23, 2015, the Securities and Exchange Commission (SEC) announced that three former employees of Oppenheimer & Co. Inc. have agreed to settle charges stemming from the unregistered sales of billions of shares of penny stocks on behalf of a customer.  The actions involve a portion of the conduct announced in January in a settled enforcement action against Oppenheimer in... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/oppenheimer-penny-stock-sec-charges/

Investor Relations Compliance For The OTC Markets


Many companies hire third party investor relations firms to generate investor awareness. Investor relations firms are generally hired to publish favorable information about a public company to increase its stock price and trading volume. This favora...
http://www.occupyotcmarkets.com/2015/investor-relations-compliance-for-the-otc-markets/

Using Regulation A+ To Go Public Without A Reverse Merger


On March 25, 2015, the Securities and Exchange Commission (the “SEC”) adopted amendments to Regulation A pursuant to the mandate of Section 401(a) of the JOBS Act.  The amended rules known as Amended A+ were adopted to facilitate ca...
https://www.securitieslawyer101.com/2015/regulation-a-ipo-alternative/

Regulation A+ Tier 2 Reporting Obigations - Going Public Lawyer


Regulation A+’s new rules provide investors with more investment choices and issuers with more capital raising options during their going public transactions. The rules adopting Regulation A+ are mandated by Title IV of the Jumpstart Our B...
https://www.securitieslawyer101.com/2015/sec-reporting-regulation-a/

Wednesday, July 22, 2015

Regulation A+ Disclosure Requirements


On March 25, 2015, the Securities and Exchange Commission (“SEC”) adopted amendments to Regulation A pursuant to the mandate of Section 401(a) of the JOBS Act which became effective last month. The Regulation A+ amendments include new forms ...
http://www.gopublic101.com/regulation-a-disclosure-requirements/

Regulation A+ Compliance Procedures – Regulation A+ Attorneys


Last month Regulation A+ became effective. The new rule creates two Tiers of exempt offerings, both of which allow securities to be offered and sold to the general public, if certain conditions are met. Tier 1 & Tier 2 of Regulation A+ Usin...
http://www.goingpublicattorneys.com/2015/regulation-compliance-procedures-regulation-attorneys/

Using Regulation A+ To Go Public Without A Reverse Merger


On March 25, 2015, the Securities and Exchange Commission (the “SEC”) adopted amendments to Regulation A pursuant to the mandate of Section 401(a) of the JOBS Act.  The amended rules known as Amended A+ were adopted to facilitate ca...
https://www.securitieslawyer101.com/2015/how-can-regulation-a-be-used-by-small-companies-to-go-public-without-a-reverse-merger/

SEC Reporting After Regulation A+ - Going Public Lawyer


On March 25, 2015, the SEC adopted Regulation A+ which amends former Regulation A. Regulation A+ adopts new ongoing reporting requirements that are based upon two Regulation A+ offering tiers. Tier 1 provides an exemption from SEC registration fo...
https://www.securitieslawyer101.com/2015/sec-reporting-regulation-a/

Regulation A+ Primer – Going Public Attorneys


Going Public LawyerOn March 25, 2015, the Securities and Exchange Commission adopted final rules amending Regulation A. The new rules are often referred to as Regulation A+. These rules are designed to facilitate smaller companies’ access to capital.  Regulation A+ s new rules provide investors with more investment choices and issuers with more capital raising options during their going public transactions. The rules adopting Regulation A+ are mandated by... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/regulation-a-going-public-attorneys/

Regulation A+ Primer - Going Public Attorneys


On March 25, 2015, the Securities and Exchange Commission adopted final rules amending Regulation A. The new rules are often referred to as Regulation A+. These rules are designed to facilitate smaller companies’ access to capital.  Regulation ...
https://www.securitieslawyer101.com/2015/regulation-a-going-public-attorneys/

Tuesday, July 21, 2015

How Can Regulation A+ Be Used By Small Companies To Go Public Without A Reverse Merger?


On March 25, 2015, the Securities and Exchange Commission (the “SEC”) adopted amendments to Regulation A pursuant to the mandate of Section 401(a) of the JOBS Act.  The amended rules known as Amended A+ were adopted to facilitate ca...
https://www.securitieslawyer101.com/?p=31661

What are SEC Comments? Going Public Attorneys


Securities offerings are regulated by the Securities Act of 1933, as amended, (the “Securities Act”).  Section 5 of the Securities Act requires that securities offerings be registered with the Securities and Exchange Commission (the “SEC”)...
https://www.securitieslawyer101.com/2015/sec-comments/

Regulation A+ Adds Two New Bad Actor Disqualification Triggers


The final Regulation A+ rules amend Rule 262 to include bad actor disqualification provisions as adopted under Rule 506(d) of Regulation D.  Consistent with the disqualification provisions of Rule 506(d), the final rules add two additional disqual...
https://www.securitieslawyer101.com/2015/regulation-a-bad-actor/

Monday, July 20, 2015

SEC Halts Ponzi Scheme Targeting Spanish and Portuguese Communities


On June 30, 2015, the Securities and Exchange Commission (SEC) announced securities fraud charges and an asset freeze against the operators of a pyramid and Ponzi scheme falsely promising a gold mine of investment opportunity to investors in Span...
https://www.securitieslawyer101.com/2015/sec-halts-ponzi-scheme-targeting-spanish-and-portuguese-communities/

Sunday, July 19, 2015

SEC Halts Ponzi Scheme Targeting Spanish and Portuguese Communities


Going Public LawyerOn June 30, 2015, the Securities and Exchange Commission (SEC) announced securities fraud charges and an asset freeze against the operators of a pyramid and Ponzi scheme falsely promising a gold mine of investment opportunity to investors in Spanish and Portuguese-speaking communities in Massachusetts, Florida, and elsewhere in the U.S. The SEC alleges that DFRF Enterprises, and its founder Daniel... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/sec-halts-ponzi-scheme-targeting-spanish-and-portuguese-communities/

Tweeting Your Regulation A+ Offering – Going Public Attorneys


Going Public LawyerSEC Provides Guidance For Twitter In Regulation A+ Offerings Testing the Waters On June 19, 2015, new rules expanding Regulation A became effective.  The expanded rules are commonly known as Regulation A+. The new rules which were promulgated under the Jumpstart Our Business Startups Act (JOBS Act), create two Tiers of exempt offerings, both of which allow securities to be offered... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/tweeting-regulation-a-offerings/

Regulation A+ Offering Circulars On Form 1-A


On March 25, 2015, the Securities and Exchange Commission (“SEC”) adopted amendments to Regulation A pursuant to the mandate of Section 401(a) of the JOBS Act. These amendments included revamping Form 1-A for Regulation A offerings. Amended A...
https://www.securitieslawyer101.com/2015/regulation-a-form-1-a/

Tweeting Your Regulation A+ Offering - Going Public Attorneys


SEC Provides Guidance For Twitter In Regulation A+ Offerings- Testing the Waters On June 19, 2015, new rules expanding Regulation A became effective.  The expanded rules are commonly known as Regulation A+. The new rules which were promulgated ...
https://www.securitieslawyer101.com/2015/tweeting-regulation-a-offerings/

Saturday, July 18, 2015

SEC Halts Ponzi Scheme Targeting Spanish and Portuguese Communities


On June 30, 2015, the Securities and Exchange Commission (SEC) announced securities fraud charges and an asset freeze against the operators of a pyramid and Ponzi scheme falsely promising a gold mine of investment opportunity to investors in Span...
https://www.securitieslawyer101.com/?p=31633

Friday, July 17, 2015

Investor Relations Compliance For The OTC Markets


Many companies hire third party investor relations firms to generate investor awareness. Investor relations firms are generally hired to publish favorable information about a public company to increase its stock price and trading volume. This fa...
http://www.occupyotcmarkets.com/2015/investor-relations-compliance-for-the-otc-markets/

The Regulation A+ Offering Process – Going Public Attorneys


Going Public LawyerOn June 19, 2015, new rules expanding Regulation A became effective.  The expanded rules are commonly known as Regulation A+. The new rules which were promulgated under the Jumpstart Our Business Startups Act (JOBS Act), create two Tiers of exempt offerings, both of which allow securities to be offered and sold to the general public. Tier 1 offerings allow the issuer... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/the-regulation-a-offering-process-going-public-attorneys/

Thursday, July 16, 2015

The Regulation A+ Offering Process – Going Public Attorneys


On June 19, 2015, new rules expanding Regulation A became effective.  The expanded rules are commonly known as Regulation A+. The new rules which were promulgated under the Jumpstart Our Business Startups Act (JOBS Act), create two Tiers of exemp...
https://www.securitieslawyer101.com/?p=31636

The Regulation A+ Offering Process – Going Public Attorneys


On June 19, 2015, new rules expanding Regulation A became effective.  The expanded rules are commonly known as Regulation A+. The new rules which were promulgated under the Jumpstart Our Business Startups Act (JOBS Act), create two Tiers of exemp...
https://www.securitieslawyer101.com/?p=31636

A Tale of Two Stings: Amogear and CitySide


// // // // Down the Rabbit Hole We Go Last year, the Securities and Exchange Commission and the U.S. Attorney for the District of Massachusetts charged against five individuals whose attempt to manipulate shares of Amogear Inc. ...
https://www.securitieslawyer101.com/2015/tale-of-two-shells-amogear-cityside/

Wednesday, July 15, 2015

Regulation A CD&I Released- Going Public Attorneys


On June 19, 2015, new rules expanding Regulation A became effective.  The expanded rule is commonly known as Regulation A+. The new rule which was promulgated under the Jumpstart Our Business Startups Act (JOBS Act), permits certain small compani...
https://www.securitieslawyer101.com/2015/regulation-a-cdi/

Tuesday, July 14, 2015

SEC Suspends Smart Ventures, Inc. (SMVR)


On July 14, 2015, the Securities and Exchange Commission (SEC) announced the temporary suspension, pursuant to Section 12(k) of the Securities Exchange Act of 1934 (the “Exchange Act”), of trading of the securities of Smart Ventures, Inc. (“S...
https://www.securitieslawyer101.com/2015/smvr-suspended/

Trader Who Ate Post-It Notes Settles Insider Trading Case


On July 13, 2015, the Securities and Exchange Commission (SEC) announced a settlement with Frank Tamayo in connection with his SEC cooperation agreement in an insider trading case.  In that case, illegal stock tips were passed on post-it notes and...
https://www.securitieslawyer101.com/2015/trader-post-it-notes-insider-trading-case/

What Is An Unregistered Broker? - Going Public Lawyers


The Securities and Exchange Commission (the “SEC”) is pursuing unregistered broker or broker dealer activity which runs rampant in the penny stock markets. Since Rule 506(c) was created many unregistered brokers have appeared in call centers an...
https://www.securitieslawyer101.com/?p=25902

Monday, July 13, 2015

Regulation A CD&I Released- Going Public Attorneys


On June 19, 2015, new rules expanding Regulation A became effective.  The expanded rule is commonly known as Regulation A+. The new rule which was promulgated under the Jumpstart Our Business Startups Act (JOBS Act), permits certain small compani...
https://www.securitieslawyer101.com/?p=31597

SEC Reporting After Regulation A - Going Public Lawyer


On March 25, 2015, the SEC adopted Regulation A+ which amends former Regulation A. Regulation A+ adopts new ongoing reporting requirements that are based upon two Regulation A+ offering tiers. Tier 1 provides an exemption from SEC registration fo...
https://www.securitieslawyer101.com/2015/sec-reporting-regulation-a/

Regulation A+ Pointers For Going Public


More issuers going public are opting for a direct public offering using Regulation A+. The new rule provides many benefits for small companies seeking to raise capital without the costs of a traditional initial public offering (IPO) or revers...
https://www.securitieslawyer101.com/2015/regulation-a-pointers-for-going-public/

Sunday, July 12, 2015

SEC Charges Former Stockbroker with Conducting Ponzi Scheme


Going Public LawyerOn July 1, 2015, the Securities and Exchange Commission (SEC) charged a former stockbroker in Pennsylvania with conducting a Ponzi scheme and stealing investor money to purchase a condominium in Florida, funding his own vacations and other personal expenses. The SEC alleges that Malcolm Segal fraudulently sold so-called certificates of deposits (CDs) to his brokerage customers by falsely claiming that he... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/sec-charges-former-stockbroker-with-conducting-ponzi-scheme/

Illinois Court Orders Production of Documents By Navistar in SEC Investigation


Going Public Lawyer  On June 30, 2015, United States Magistrate Judge Sidney I. Schenkier issued an order requiring production of certain documents that Navistar International Corporation (Navistar) claimed to be privileged in response to investigative subpoenas issued by the Securities and Exchange Commission (SEC). The SEC filed an Application for an order Compelling Compliance with the SEC Subpoenas against Navistar in December... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/illinois-court-orders-production-of-documents-by-navistar-in-sec-investigation/

Regulation A+ Pointers For Going Public


Going Public LawyerMore issuers going public are opting for a direct public offering using Regulation A+. The new rule provides many benefits for small companies seeking to raise capital without the costs of a traditional initial public offering (IPO) or reverse merger transaction.  Direct public offerings using Regulation A+ allows management to sell shares of the company s stock directly to investors, rather than through the efforts of... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/regulation-a-pointers-for-going-public/

SEC Reporting After Regulation A – Going Public Lawyer


Going Public LawyerOn March 25, 2015, the SEC adopted Regulation A+ which amends former Regulation A. Regulation A+ adopts new ongoing reporting requirements that are based upon two Regulation A+ offering tiers. Tier 1 provides an exemption from SEC registration for offerings of up to $20 million. Tier 2 exempts offerings up to $50 million. One of the most notable differences between the... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/sec-reporting-regulation-a/

SEC Reporting After Regulation A - Going Public Lawyer


On March 25, 2015, the SEC adopted Regulation A+ which amends former Regulation A. Regulation A+ adopts new ongoing reporting requirements that are based upon two Regulation A+ offering tiers. Tier 1 provides an exemption from SEC registration fo...
https://www.securitieslawyer101.com/?p=28619

Saturday, July 11, 2015

Illinois Court Orders Production of Documents By Navistar in SEC Investigation


  On June 30, 2015, United States Magistrate Judge Sidney I. Schenkier issued an order requiring production of certain documents that Navistar International Corporation (Navistar) claimed to be privileged in response to investigative subpoena...
https://www.securitieslawyer101.com/?p=31567

Regulation A+ Q & A - Securities Lawyer 101


Regulation A+ expands existing Regulation A. Existing Regulation A provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be used in combination with direct public offerings and initial pub...
https://www.securitieslawyer101.com/2015/regulation-a-q-a-securities-lawyers/

Friday, July 10, 2015

SEC Charges Former Stockbroker with Conducting Ponzi Scheme


On July 1, 2015, the Securities and Exchange Commission (SEC) charged a former stockbroker in Pennsylvania with conducting a Ponzi scheme and stealing investor money to purchase a condominium in Florida, funding his own vacations and other perso...
https://www.securitieslawyer101.com/?p=31563

Form 10 vs Form 8-A Registration Statements


Simultaneously or subsequent to the effectiveness of a registration statement under the Securities Act of 1933, as amended (the “Securities Act”) for an initial public offering (IPO) or direct public offering (DPO), issuers can file a registr...
https://www.securitieslawyer101.com/2015/form-10-vs-8-a-registration-statements/

Share Private-Placement-Memorandums-Q-A1.pdf - 81 KB

A private placement memorandum (“PPM”) is also referred to as a confidential offering circular or

memorandum. PPM’s are used by private companies in going public transactions and by existing public
companies to raise capital by selling either debt or equity in an exempt offering. Most exempt offerings
are private placements.


Share Private-Placement-Memorandums-Q-A1.pdf - 81 KB

Share Rule 506 Offering Q A.pdf - 594 KB

Share Rule 506 Offering Q A.pdf - 594 KB



Rule 506 Offerings are the most common of the Regulation D exemptions from registration under the Securities Act of 1933, as amended (the “Securities Act”). It has been approximately a year since the (the “SEC”) adopted new criteria for Rule 506 offerings. Under the new rules, issuers may use general solicitation and advertising in their securities offerings if certain conditions are met. The SEC’s new rules also create “disqualifying events” for “covered persons” which prevent the issuer from relying on the Rule 506 exemption.

Share Sponsoring-Market-Maker-Q

Share Sponsoring-Market-Maker-Q

Sponsoring Market Makers generally earn money by buying stock at a lower price than the price at which they sell it, or selling the stock at a higher price then they purchase it back. Despite the amount of work involved in the 211 process, FINRA prohibits market makers from charging issuers fees for filing a Form 211.

Share Regulation A Q A.pdf - 831 KB

Share Regulation A Q A.pdf - 831 KB



Regulation A+ expands existing Regulation A. Existing Regulation A provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be used in combination with direct public offerings and initial public offerings as part of a Going Public Transaction.  Regulation A+ simplifies the process of obtaining the seed stockholders required by the Financial Industry Regulatory Authority while allowing the issuer to raise initial capital.

Share Regulation A

Share Regulation A
Regulation A+ expands existing Regulation A. Existing Regulation A provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be used in combination with direct public offerings and initial public offerings as part of a Going Public Transaction.  Regulation A+ simplifies the process of obtaining the seed stockholders required by the Financial Industry Regulatory Authority while allowing the issuer to raise initial capital.

Share Regulation A

Share Regulation A

Share Private-Placement-Memorandums-Q-A1.pdf - 81 KB

Share Private-Placement-Memorandums-Q-A1.pdf - 81 KB

Share OTC Pink Q

Share OTC Pink Q

Share OTC Markets 101.pdf - 849 KB

Share OTC Markets 101.pdf - 849 KB

Share Going-Public-Q-A1.pdf - 88 KB

Share Going-Public-Q-A1.pdf - 88 KB

Share Going-Public-Q-A1.pdf - 88 KB

Share Going-Public-Q-A1.pdf - 88 KB

Share Form-S-1-Registration-Statement Going Public (2).pdf - 911 KB

Share Form-S-1-Registration-Statement Going Public (2).pdf - 911 KB

Share Form-10.pdf - 383 KB

Share Form-10.pdf - 383 KB

Share Form S-8 Q

Share Form S-8 Q

Share Form D QA.pdf - 85 KB

Share Form D QA.pdf - 85 KB

Share Finders-Q-A.pdf - 236 KB

Share Finders-Q-A.pdf - 236 KB

Share Finders-Q-A.pdf - 236 KB

Share Finders-Q-A.pdf - 236 KB

Share Exchange Act Registration Going Public For Foreign Issuers.pdf - 276 KB

Share Exchange Act Registration Going Public For Foreign Issuers.pdf - 276 KB

Share EB-5 Offerings.pdf - 775 KB

Share EB-5 Offerings.pdf - 775 KB

Share DTC-Eligibility-Q-A.pdf - 230 KB

Share DTC-Eligibility-Q-A.pdf - 230 KB

Share Direct Public Offerings Q A (2).pdf - 511 KB

Share Direct Public Offerings Q A (2).pdf - 511 KB

Share Confidential-Submission-of-Draft-Statements-Q-A1.pdf - 70 KB

Share Confidential-Submission-of-Draft-Statements-Q-A1.pdf - 70 KB

Form 10 vs 8-A Registration Statements


Simultaneously or subsequent to the effectiveness of a registration statement under the Securities Act of 1933, as amended (the “Securities Act”) for an initial public offering (IPO) or direct public offering (DPO), issuers can file a registr...
https://www.securitieslawyer101.com/2015/form-10-vs-8-a-registration-statements/

Form 10 vs 8-A Registration Statements


Simultaneously or subsequent to the effectiveness of a registration statement under the Securities Act of 1933, as amended (the “Securities Act”) for an initial public offering (IPO) or direct public offering (DPO), issuers can file a registr...
https://www.securitieslawyer101.com/2015/form-10-vs-8-a-registration-statements/

Regulation A+ Q & A - Securities Lawyers


Regulation A+ expands existing Regulation A. Existing Regulation A provides an existing exemption from registration for smaller issuers of securities. Regulation A+ offerings can be used in combination with direct public offerings and initial pub...
https://www.securitieslawyer101.com/2015/regulation-a-q-a-securities-lawyers/

SEC Charges Participants In EB-5 Offering Scheme


Going Public LawyerOn July 6, 2015, the Securities and Exchange Commission (SEC) charged individuals in connection with an EB-5 offering program. According to the SEC complaint, Bingqing Yang and Luca International Group operated a $68 million Ponzi scheme and affinity fraud that targeted the Chinese-American community in California and investors in Asia. The SEC complaint alleges that Bingqing Yang knew that Luca... Read MoreGoing Public Lawyer
https://www.securitieslawyer101.com/2015/sec-charges-participants-in-eb-5-offering-scheme/

Thursday, July 9, 2015

Neal Goyal Sentenced to Six Years For Ponzi Scheme


  On July 3, 2015, former investment fund manager, Neal Goyal was sentenced to six years in prison for his role in a Ponzi scheme. In addition, Goyal was ordered to pay more than $9.2 million in restitution to the victims of the scheme. On May...
https://www.securitieslawyer101.com/2015/neal-goyal-sentenced-to-six-years-for-ponzi-scheme/

Neal Goyal Sentenced to Six Years For Ponzi Scheme


  On July 3, 2015, former investment fund manager, Neal Goyal was sentenced to six years in prison for his role in a Ponzi scheme. In addition, Goyal was ordered to pay more than $9.2 million in restitution to the victims of the scheme. On May...
https://www.securitieslawyer101.com/2015/neal-goyal-sentenced-to-six-years-for-ponzi-scheme/

SEC Action: Silverleaf Financial and Dwight Shane Baldwin Charged


  On June 25, 2015, the Securities and Exchange Commission (SEC) filed a civil injunctive action against Silverleaf Financial, LLC and its sole principal Dwight Shane Baldwin in connection with an alleged fraudulent offering. The SEC acti...
https://www.securitieslawyer101.com/2015/sec-action-silverleaf-financial-and-dwight-shane-baldwin-charged/